Spokane-based Northwest Bancorporation Inc., the holding company of Inland Northwest Bank, soon will expand the bank’s footprint into the Columbia River Gorge and the Portland metropolitan area if all goes as planned, representing a significant geographic diversification.
The expansion will occur through the company’s proposed acquisition of CenterPointe Community Bank, a state-chartered community bank based in Hood River, Ore. It announced last month that it had signed a definitive agreement to acquire CenterPointe, which had $131.1 million in total assets as of the end of last year.
Assuming the transaction is completed in the third quarter of this year, as anticipated, it will boost Northwest Bancorporation to about $770 million in assets. It also will give the company three more bank branches, in Hood River and The Dalles, Ore., and Bingen, Wash., and a loan production office in Lake Oswego, Ore., that serves the Portland-Vancouver-Hillsboro market.
“We are excited about this opportunity to bring together two community bank franchises that share very similar philosophies and cultures,” said Russ Lee, president and CEO of Northwest Bancorporation and INB, in a press release announcing the agreement.
“The Columbia River Gorge is a growing region and as the only local headquartered community bank in the markets it serves, CenterPointe has a great deal in common with INB,” Lee said. “As a larger combined community bank, we believe INB will be even better positioned to grow, provide customers with superior personal service, and create strong returns for our shareholders and our communities.”
The proposed acquisition would be Northwest Bancorporation’s second; it acquired Fairfield Financial Holdings Corp., which owned Bank of Fairfield, in October 2015. Northwest Bancorporation’s stock is traded on the over-the-counter bulletin board under the symbol NBCT.
The boards of Northwest Bancorporation and CenterPointe have approved this latest transaction, subject to several conditions, including approval by CenterPointe’s shareholders, regulatory approval, and other customary conditions of closing.
As of Dec. 31, along with the $131.1 million in assets, CenterPointe had $89.3 million in gross loans and $117.5 million in total deposits.
Under the transaction terms, CenterPointe shareholders will receive consideration of about $12.85 per share if electing cash, or 1.0280 shares of Northwest Bancorporation common stock if electing that option, the news release said. It said in aggregate, the consideration, which is subject to certain adjustments, will be 60 percent NBCT common stock and 40 percent cash. On a pro forma basis, the CenterPointe shareholders are expected to own about 10.8 percent of outstanding NBCT shares upon closing.
Mahlon Vigesaa, currently CenterPointe’s president and CEO, will serve as president of the Columbia River Gorge and Portland markets for INB, and one member of CenterPointe’s board of directors will join the Northwestern Bancorporation board. The company said it expects to remain well capitalized and doesn’t plan to raise additional capital in connection with the acquisition.
D.A. Davidson & Co. served as financial adviser to Northwest Bancorporation, and Witherspoon Kelley, of Spokane, served as legal counsel.
Northwest Bancorporation earlier this year reported fourth-quarter net income of $1.4 million, or 21 cents a diluted share, up from income of $726,000, or 11 cents a share, in the year-earlier quarter. For all of 2016, it post earnings of $5.1 million, or 78 cents a share, up from $3.1 million, or 61 cents a share, in 2015.
As of Dec. 31, Northwest Bancorporation had total assets of $636.5 million, up from $610.8 million at the end of 2015.
Headquartered in the Paulsen Center, at 421 W. Riverside in downtown Spokane, the company operates a total of 15 INB bank branches, including 11 in Eastern Washington and four in North Idaho. Lee started with the bank in June 2015 and succeeded Randall Fewel as president and CEO, becoming just the third CEO to serve in the bank’s 28-year history.
Fred Schunter was the first CEO, serving in that position from the bank’s founding until 2001.